Prospectus excerpt: We are selling 11,000,000 of our preference shares, par value $1.00 per share.
Upon liquidation, dissolution or winding up, the holders of the preference shares will be entitled to receive from our assets legally available for distribution to shareholders a liquidation preference of $25 per share, plus declared and unpaid dividends, if any, to, but excluding, the date fixed for distribution, without accumulation of any undeclared dividends, and without interest. Dividends on the preference shares will be payable from the date of original issuance on a non-cumulative basis, only when, as and if declared by our Board of Directors, quarterly in arrears on the first day of March, June, September and December of each year, commencing September 1, 2013 in an amount per share equal to 5.375% of the liquidation preference per annum (equivalent to $1.34375 per share).
On and after June 1, 2018, we may redeem the preference shares, in whole or in part, at any time, at a redemption price of $25 per share, plus an amount equal to the portion of the quarterly dividend attributable to the then-current dividend period to, but excluding, the date of redemption. We may not redeem the preference shares before June 1, 2018, except that we may redeem the preference shares before that date at a redemption price of $26 per share, plus declared and unpaid dividends, if any, to, but excluding, the date of redemption, without accumulation of any undeclared dividends, and without interest, if we submit a proposal to our common shareholders concerning an amalgamation or submit any proposal for any other matter that requires, as a result of a change in Bermuda law, the approval of the holders of the preference shares, whether voting as a separate series or together with any other series of preference shares as a single class. In addition, at any time following the occurrence of a Ùtax eventˆ or within 90 days following the occurrence of a Ùcapital redemption trigger date,ˆ each as described elsewhere in this prospectus supplement, we may redeem the preference shares, in whole or in part, at a redemption price of $25 per share, plus declared and unpaid dividends, if any, to, but excluding, the date of redemption, without accumulation of any undeclared dividends, and without interest.